TXT e-Solutions

Corporate Overview

STAR Conference

May 2020

Disclaimer

The material in this presentation has been prepared by TXT e-solutions (“TXT”) and is general background information about

TXT’s activities current as at the date of this presentation. This information is given in summary form and does not purport to

be complete. Information in this presentation, including forecast financial information, should not be considered as advice or a

recommendation to investors or potential investors in relation to holding, purchasing or selling securities or other financial

products or instruments and does not take into account your particular investment objectives, financial situation or needs.

Before acting on any information you should consider the appropriateness of the information having regard to these matters,

any relevant offer document and in particular, you should seek independent financial advice. All securities and financial

product or instrument transactions involve risks, which include (among others) the risk of adverse or unanticipated market,

financial or political developments and, in international transactions, currency risk.

This presentation may contain forward looking statements including statements regarding our intent, belief or current

expectations with respect to TXT’s businesses and operations, market conditions, results of operation and financial condition,

capital adequacy, specific provisions and risk management practices. Readers are cautioned not to place undue reliance on

these forward-looking statements. TXT does not undertake any obligation to publicly release the result of any revisions to these

forward looking statements to reflect events or circumstances after the date hereof to reflect the occurrence of unanticipated

events. While due care has been used in the preparation of forecast information, actual results may vary in a materially

positive or negative manner. Forecasts and hypothetical examples are subject to uncertainty and contingencies outside TXT’s

control. Past performance is not a reliable indication of future performance.

Unless otherwise specified all data refers to FY 2019.

2

Leadership Team

Enrico Magni

Group CEO

A seasoned entrepreneur with

a solid track record in driving

companies’ growth, Enrico

joined TXT as relative

majority Shareholder and

became CEO in 2018 with the

goal to drive the international

growth of TXT Group

+ 20 years in TXT, strong

international background in

business development and

delivery, since 2019 Managing

Director, in charge of the

Aerospace & Aviation division,

with responsibilities at Group

level in strategy definition

and execution.

+20 years experience in the

Finance and Administration

sector and a deep knowledge

of managerial dynamics, in

the last fifteen years Eugenio

has always been focused and

committed to the sustainable

growth and development of

TXT Group.

Misani Daniele

Mananging Director

Eugenio Forcinito

Group CFO

Alvise Braga Illa

Chairman

Founder of TXT, Alvise has a

clear vision of the future: no

matter if it's planning

software or onboard systems

for the avionics, our solutions

are business critical, they are

at the heart of our customers

most critical business

processes

Company Overview

TXT Group At a Glance

5

#WEARETXT VALUE CREATION

RECURRING REVENUE GROWTH

More than 80% of AR are recurring, thanks to strong

contractual terms and consolidated relationships

MARGIN EXPANSION

11.9% FY19 EBITDA margin, +2.4pp YoY

ACCRETIVE ACQUISTIONS

Assioma Group latest acquisition in FY19

30+ YEARS OF EXPERIENCE IN AEROSPACE, defence

and aviation sectors with high specialized services and

products

15+ YEARS OF EXPERIENCE IN BANKING & FINANCE,

first mover & Italian leader in Software Quality and

Independent Verification & Validation Services

INTERNATIONAL FOOTPRINT, with presence in +10

countries, offices in Europe and North America

R&D INVESTMENT (fully expensed)

€6mn in FY19, +103% YoY

CASH AVAILABLE FOR GROWTH

€41.4mn FY19 Net Cash

PIONEER OF SOFTWARE TECHNOLOGIES, we offer a mix

of best-in-class proprietary products & specialized services

650+ SPECIALIZED PROFESSIONALS, software engineers

and architects, project engineers and Subject Matter

Experts in our core industries.

TXT Group is a specialized provider of digital solutions supporting customers globally in their

mission- and business-critical core processes and throughout their products lifecycle.

6

TXT Group’s digital foundations

Real-Time Software Modelling & Simulation Cloud AI / Machine Learning

TXT Group’s technological excellence centres enable best-of-breed digital solutions:

We are leveraging our industry know-how and tech-capabilities to empower

customers in their digital journey.

Industrial IoT Blockchain Big Data Analytics Extended Reality

7

Key Milestones

2000Listing on

STAR Borsa

Italiana Stock

Exchange

1989Foundation

2016

Dismission of

2017 20192018

M&

AO

ther

Co

rpo

rate

Even

ts

• New Management Team

• New office in Dallas

• Banking & Finance

Branch transferred

to Assioma.Net

2020

• Ownership Transition:

Alvise Braga Illa sold a

9.23% stake to

institutional investors

• Enrico Magni new

CEO acquired a

25.6% stake in TXT

Aerospace & Aviation

R.: €7mn in FY15

2016

FinTech R.: €3mn in FY17

RegTech: Innovative Start-up

Banking & Finance

R.: €9mn in FY18

€59M

€40M€36MTotal Revenues *

* Excluded Retail business€ 33M

FinTech: Start-up

Retail business sold in 2017 for € 86mn

EV:19xEBITDA - R.: €36mn in FY16 € 86mn

TXT Working Capital Solutions

FinTech: New start-up for the Supply

Chain Finance market

Our transformation path...

8

77%65%

23%35%

FY17 FY19

Aerospace&Aviation FinTech

Accelerated organic growth (CAGR 2017-2019 +18.4%) achieved with the positive contribution of new proprietary platforms and new international customers with a significant increase in the North America market (new office in Dallas in 2019);

35,9 59,1

Over the period 2017-2019, M&A contribution was

outmatched by Organic and Software GrowthFinTech incidence increased thanks to

M&A and Organic Growth

Revenues more than doubled in the period thanks to the positive contribution of M&A. In 2020 and with the same consolidation perimeter, division’s performance further increase for the full consolidation of Assioma group (acquired in FY19) and the benefits from its integration.

Legend:

27,6 38,7

8,2

1,8

9,7 3,5

8,2

20,4

35,9

59,1

FY17 Organic SoftwareGrowth

Organic growth(Projects&Sevices)

M&A Fintech -Product companies

M&A Fintech -Assioma Grp. (8 mos.)

FY19FY17 FY19

9

Revenues (€mn)EBITDA

(€mn, % on total revenues)

+102%+73%

Revenues from Software *

(€mn, % on total revenues)

Strong Revenues from Software and Profitability Growth

+65%

35,9

59,1

2017 2019

3,5

7,0

9,7%

11,9%

2017 2019

4,00

6,9

11,2%

11,7%

2017 2019

Revenues and Margins Growth

* Figures do not include revenues from advanced services around proprietary SW equal to € 11,1 mn in FY19, +136% compared to 2017.

The perfect mix of organic-inorganic growth to achieve an accelerated and profitable growth… and still more than € 70 mn cash available for

investments in the international growth

EBITDA growth at an accelerated rate thanks to the positive contribution of proprietary

software and advanced services around them

TXT at the time of COVID-19 outbreak

Still early to define the overall impact of the crisis, but the mitigation plan put in place is already delivering

results thanks to:

• Smooth and quick transition to remote working of the entire workforce

• Job rotations / Government funding to minimize the impact within the markets most affected by the COVID-19

outbreak (about 5% of our entire workforce);

• Business continuity due to long-lasting and strategic relationships with market leader customers.

We are facing the crisis leveraging:

• An offering based on advance technological solutions related to digitalisation of processes;

• Diversification of our offering across different market segments;

• Significant amount of cash available (Net cash at 31 March 2020 was about € 42 million);

• Boost the M&A process looking for advantageous market’s opportunities.

Aerospace &

Aviation

• For the airlines market, which represented about 9% of FY19’s divisional business, despite the slowdown of the

market, significant revenues in FY20 coming from software licences contractually agreed at the end of 2019 (IFRS 15);

• Leveraging the strategic positioning of TXT’s offering within the core business of main players of the sector;

• Significant share of the business carried out in the aeronautic for defence sector; this business accounted for more

than 20% of 2019’s divisional business and acquisition of new contracts (i.e. new multi-year contracts in the Italian

and German aeronautical defense sector for an annual value of €1.5mn);

• Refocus of the offering in different markets; TXT was awarded with over €1mn for financing of projects in the

Artificial Intelligence area in consortium with industrial Market Leaders.

FinTech

• The COVID-19 has not affected business continuity of the financial and digital sectors which increased investments

related to digital transformation.

• New multi-year contract signed in 2020: 3-years, over €5mn, with a leading Italian banking group

• New business opportunities to boost the presence in different segments (i.e. NPL & Consumer credit markets).

10

1,3

2,0

10,9%

12,1%

1Q19 1Q20

3,0

5,8

8,9

10,5

11,9

16,3

1Q19 1Q20

65%

75%

25%

35%

11

Revenues (€mn)EBITDA

(€mn, % on total revenues)

+52%+50%

Revenues from Software

(€mn, % on total revenues)

+37%

Interim Results: Q1 2020

1,5

2,3

12,6%14,1%

1Q19 1Q20

Results of Q1 2020 show a strong growth in Revenues & EBITDA, with software

revenues increasing +50,2% YoY

Aerospace & Aviation FinTech Total

Business Overview

Core

mark

ets

Div

ers

ific

ati

on

TXT Group’s Divisions

Industrial, Manufacturing, Automotive & Transportation

FinTech

35% of FY19’s revenues

Aerospace & Aviation

65% of FY19’s revenues

Public Sector, Treasury

13

<5% <10%

14

International specialized provider of software solutions (software Products + engineering Services)

Product

Development

Customer Engineering & Manufacturing

Aircraft Operations

Aerospace & Aviation: Proprietary products, Solutions and Specialized services

Preliminary Design

& Evaluation

Product

Configuration

Digital

Manufacturing

Training &

Simulation

Flight Operations

On-board Software 28%

21%

10%

25%

9%

7%

TOP CUSTOMERS

Organic growth to develop new services around Bank’s Digital Transformation needs and to strengthen the SW Quality Services

+

M&A activity to strengthen both Service and Product offering

Financing, Credit & NPL Management

products

Risk management

& AML solutions

Software Quality

Services

Treasury & Digital Payments

15

Proprietary RegTech platform for:

Anti-Money Laundering (AML),

Anti-Corruption (AC) and

Anti-Terrorism (AT)

18%

2%

75%

5%

TOP CUSTOMERS

New start-up specialized

in the digitization of

payments and loyalty

programs for the large-scale distribution market

Proprietary SaaSsolution

Suite of proprietary

software modules for

Financing, Credit &

NPL Management

FinTech: New Proprietary Solutions and Platforms, Best-in-class SW quality services

RegTech innovative

start-up for Risk

management

FinTech solutions for:

Leasing, Loan, Salary-backed loan,

Personal loans, Basic system, Factoring

and Non-performing loans

management

First mover & Italian

leader in Software

Quality services for

Italian Banking Industry

Best-in class solutions for: test strategy,

development, execution, automation, and

for test environments administration.

Strong technological partnership with

main international SW providers:

Syncsort, Oracle Gold Partner,

16

Some Examples of TXT’s Best-in-class Solutions

• Pacelab WEAVER: the best-in-class

platform for Virtual Training and

Operations Support applications;

• More effective training, faster & at

lower costs.

Aerospace & Aviation

Extended Reality Collaboration & XR

• Product configuration with

real-time Augmented Reality

visualization.

FinTech

Anti Money Laundry, Anti-

Corruption, Anti-TerrorismDigitisation of daily transactions

• Real-time management of ticketing,

meal vouchers and loyalty program.• Modular software solutions for risk

assessment based on predictive

probabilistic models;

• Reduction of compliance costs (up to

30%) and timing.

Fully Committed to ESG Agenda

On-board flight profile optimization (FPO)

Pacelab FPO

Scaling real-time data to optimize flight altitudes and

speeds in all flight phases with significant fuel savings:

Optimizing systems architectures at

aircraft level, minimizing the risk of

design inconsistencies or unforeseen

behavior.

Preliminary Design & Evaluation

Pacelab SysArc

Regional aircraft Airbus A320 family Current & legacy

long-range aircraft

Growth Strategies

An Evolving Offering

18

Historical Activities Extending the OfferingO

fferi

ng

Technolo

gie

s

…to penetrate new markets by leveraging strong cross-industry

capabilities & technologies recognized in the Aerospace and

Banking & Finance industries

We started from specific industry process domain…

Aerospace, Aviation &Automotive

FinTech & RegTech, Public Services

Banking & Finance Digital Transformation, Transportation & Industrial IoT

Mark

ets

• We became Int’l, specialized, multi-niche provider of proprietary engineering platforms delivering worldwide;

• We are investing in R&D to develop new, interconnected, cloud-based platforms, leveraging cross-industry capabilities & technologies, and the significant amount of cash available.

We started from specific industry process domain to:

• develop deep knowledge of different processes in single niches of our industries;

• manage process data and provide customers with evolving platforms.

Growth Strategy - Highlights

19

Growth

M&A

Retain

• €42M 1Q20 Net Cash Position to be invested in:

i. Domestic and foreign niche leader players in the high-tech markets

ii. Process and product innovators with high growing prospective

• Increased recurring revenue from software licences

• > 90% renewal rates

• Accelerate innovation with over €30M in R&D over the next 3 years

• Scale our domestically and international position

7.78.8

10.7

15.9

10% 10%14%

18%

0%

5%

10%

15%

20%

25%

30%

35%

40%

45%

50%

2016A 2017A 2018A 2019F

0,0

2,0

4,0

6,0

8,0

10, 0

12, 0

14, 0

16, 0

18, 0

Revenue (€mn) EBITDA Margin

M&A… A SUCCESS STORY:

14.6

2019A

Summary & Financial Details

€ thousand 2019 % 2018 % Var %

REVENUES 59,091 100.0 39,957 100.0 47.9

Direct costs 31,824 53.9 22,289 55.8 42.8

GROSS MARGIN 27,267 46.1 17,668 44.2 54.3

Research and Development costs 6,071 10.3 2,990 7.5 103.0

Commercial costs 8,610 14.6 5,603 14.0 53.7

General and Administrative costs 5,582 9.4 5,277 13.2 5.8

EBITDA 7,004 11.9 3,798 9.5 84.4

Amortization, depreciation 2,734 4.6 1,953 4.9 40.0

Reorganisation and non-recurring costs 717 2.3 0 n.m.

OPERATING PROFIT (EBIT) 3,553 6.0 1,845 4.6 92.6

Financial income (charges) 2,194 3.7 (1,284) (3.2) n.m.

Non-recurring income (charges) (3,432) (5.8) 0 n.m.

EARNINGS BEFORE TAXES (EBT) 2,315 3.9 561 1.4 312.7

Taxes (1,867) (3.2) 4 0.0 n.m.

NET PROFIT 448 0.8 565 1.4 (20.7)

Attributable to:

Owners of the Parent 314 565

Non controlling interest 134 -21

Increasing and solid trading results – Full Year 2019

€ thousand 31.12.2019 31.12.2018 Var.

Intangible assets 24,380 17,751 6,629

Tangible assets 7,929 3,680 4,249

Other fixed assets 2,325 1,511 814

Fixed Assets 34,634 22,942 11,692

Inventories 4,156 3,141 1,015

Trade receivables 19,371 14,029 5,342

Other short term assets 4,779 2,963 1,816

Trade payables (2,122) (1,434) (688)

Tax payables (4,292) (1,662) (2,630)

Other payables and short term liabilities (12,808) (11,031) (1,777)

Net working capital 9,084 6,006 3,078

Severance and other non current liabilities (3,110) (2,957) (153)

Capital employed - Continuing Operations 40,608 25,991 14,617

Shareholders' equity 81,852 86,347 (4,495)

Shareholders' equity 168 168

Net financial debt (41,412) (60,356) 18,944

Financing of capital employed 40,608 25,991 14,61722

Strong Balance Structure as at December 31, 2019

23

Results Q1 2020

Market Data

24

Shareholding Structure, Dividends & Shareholder‘s Return

Market55%Treasury

Shares10%

Laserline SpA26%

A. B. Illa5%

Managers4%

Shareholding Structure

Share Price Dec 31st, 2010

Share Price Apr 9th, 2020

Mkt Apr 9th, 2020

Dividend Yield

1.51€/share*

6.68€/share

80m€

X%

rebased for free share distribution*

Dividends and Treasury Shares Repurchase (€m)

10,3

2,1 2,6 2,7 2,9 3,5

11,7

5,8

1,4

0,9

1,1 0,6 1 0,8 0,3

4,6

1

11,7

0,9

3,2 3,2 3,7 3,7 3,8

16,3

6,8

0,30

2

4

6

8

10

12

14

16

18

2011 2012 2013 2014 2015 2016 2017 2018 2019 Q1-20

Payment dividends Repurschase Treasury Shares Total

Dividends

2011 1€/share (extraordinary, rebased)

2012 Free Share Distribution 1:1

2013 0.20 € / share

2014 Free Share Distribution 1:1

2014 0.25 € / share

2015 Free Share Distribution 1:10

2015 0.25 € / share

2016 0.25 € / share

2017 0.30 € / share

2018 1.00 € / share

2019 0.50 € / share

Year Dividends Year Dividends

© TXT e-solutions – All rights reserved. Confidential and proprietary document.

This document and all information contained herein is the sole property of TXT e-solutions . No intellectual property rights are granted by the delivery of this document or the disclosure of its content. This

document shall not be reproduced or disclosed to a third party without the express written consent of TXT e-solutions . This document and its content shall not be used for any purpose other than that for which it

is supplied. The statements made herein do not constitute an offer. They are based on the mentioned assumptions and are expressed in good faith. Where the supporting grounds for these statements are not

shown, TXT e-solutions will be pleased to explain the basis thereof.

Thank you for your attention!

Via Frigia, 27

20126 Milano

Italy

infofinance@txtgroup.com

+39 02 257711

www.txtgroup.com